#81 (tie) – The Magnificent Ambersons (1942), dir. Orson Welles


Faith, hope, and charity. Tim Holt stars as the spoiled sociopath George Minafer in Orson Welles’ The Magnificent Ambersons, a film many believe to have been decimated by studio tinkering behind the director’s back.

Poor Orson. With his first film (Citizen Kane), Orson Welles knocked it out of the park, but only really in the eyes of later film scholars and enthusiasts. At the time of its release in 1941, Kane was a failure at the box office and actually booed at the Academy Awards (although it did pick up a screenwriting Oscar). So the pressure was on for Welles to deliver a hit with his second film, The Magnificent Ambersons (1942). It was not to be. The Magnificent Ambersons follows the decaying fortunes of the Amberson family from Victorian elites to forgotten relics in the 20th century. The journey is largely chronicled through the story of Amberson scion George Minafer, a vicious, entitled lout with a pretty serious mother fixation. George clings tenaciously to the former glory of the Amberson name while courting Lucy, the daughter of an inventor and automobile entrepreneur who happens to be in love with George’s mother. Though gorgeously and meticulously shot, the dark drama went over terribly with preview audiences. While Welles was overseas on a project, the studio ruthlessly cut about 50 minutes from the film and tacked on a happy ending, essentially destroying the original vision of the movie. Sadly, only this truncated version remains today, and it became the first of many occasions where the genius behind Citizen Kane would see his films slashed or undermined by studio hacks. (88 min.)

S. – I have mixed feelings about this one and I’m uncertain whether the less impressive aspects stem from flaws with the film, damage done by the massive post-production editing or that one watch through is just not enough, such as my first experience with Citizen Kane. Perhaps this yammer will help sort this out, but what I am sure of is that this film looks wonderful. The scenes are big, bold, full of detail and beautifully shot. Oscar-nominated cinematographer Stanley Cortez absolutely brings his A-game with some of the best high contrast work I’ve seen, every scene offering much to admire. The standout to me was the sequence shot out in the snow with the horse and sled taking on Eugene Morgan’s new–fangled automobile. The action whips around all over the place, yet the imagery is crisp and clear in what must have been challenging conditions for filming. Inside the Amberson mansion the camera work is also astounding with shots traversing action throughout three levels of the family home and deep shadows setting the mood of opulence mired in unhappiness.


The film is exquisitely photographed, particularly inside the sprawling Amberson mansion filled with shadows and the gaudy elements of Victorian design. The lighting schemes best those of Citizen Kane in making excellent use of light and shadow, as well as allowing for deep focus shots even in darkened rooms.

J. – I also have some seriously mixed feelings about The Magnificent Ambersons, and I’m sure some of them can be explained by the hack and slash editing done to the film. But I fear that all too much of what I don’t care for would not be alleviated if those missing minutes were restored. I have seen this film more than once, and the second viewing didn’t dispel the doubts that accrued after my first screening several years ago. But I suppose I shouldn’t be surprised, as this is generally viewed as a flawed film, even among those who consider it a masterpiece.

But we’ll have time to get to all that in a bit, because I also want to really kick things off with praise for the look of the film. To lay it out in bold strokes, The Magnificent Ambersons may very well be the most beautiful black-and-white movie I have ever laid eyes on. The cinematography is absolutely gorgeous, particularly inside the garish Amberson mansion, which feels like a real home (albeit a grand one) and not just a movie set. Like in Citizen Kane, Welles really loves his shadows but I think he utilizes them to even greater effect in this movie, absolutely bathing scenes in darkness and high contrast whites. But as was the case in Citizen Kane, it is not simply showiness for the sake of it, as the visual design of the film plays an important role in the story-telling. For instance, in one complex, deep focus shot you have George and Lucy conversing in the foreground but see Lucy’s father Eugene and George’s aunt Fanny dancing together well in the background but framed by George and Lucy. The toxic relationships between these two pairs are going to be integral to the plot, and Welles finds a way to establish them both in a visually compelling manner without undo exposition. Other scenes bathe the characters themselves in shadow, giving insight into their mental state or ratcheting up the emotional tension of certain moments. Another bravura shot shows a wake from the vantage point of the body in the coffin, bringing Eugene and Lucy in the frame as a parade of mourners gazes down at the deceased — and straight into the eyes of the audience — that’s audacious and excellent visual storytelling. So we’ve got some really fantastic stuff, but I’m not so sure that other elements of the film really lived up to the exquisite visuals.


Welles’ fondness for unorthodox camera angles is used to great effect throughout the film, but one standout shot is the row of mourners passing by a casket from the deceased’s point of view. Also, Joseph Cotten is the man!

S. – For the most part the performances were solid, but not always harmonious. Joseph Cotten brought warmth and mischief to the entrepreneurial Eugene Morgan and there was a discernible attraction with his childhood sweetheart Isabel (Dolores Costello). The grouchy patriarch and helpful uncle were ably represented and Anne Baxter, as Morgan’s daughter Lucy, was delightful. By far the most intense performance was from Agnes Moorehead as the highly-strung Fanny Minafer, in fact at many points it felt as though she was acting in a different movie altogether, so heightened were her scenes of anguish above the tone established by the rest of the cast. I feel like Moorehead was tapping into deeper currents of the story, that of the pain of unrequited love and the stress and uncertainty of fading into spinsterhood, while everyone around her was blithely skimming across the surface. The end result was awkward shifts in mood, although this may be an editing artefact as much as a difference in approach to the material. But by far the most disappointing performance was provided by Tim Holt as the spoiled brat George Minafer. It is not that I have a problem with a central character being generally unlikeable, it is clear that George Minafer is supposed to be awful, but Holt just came across as incompetent. Alongside his mother he looked stiff, incredibly dull if Lucy was anywhere near him, and in the scenes with Fanny he looked as though he had wandered on stage by accident.


Tim Holt (left) was pretty crap as the hellion George Minafer, which is a pity because Welles’ storytelling was so strong. In this scene George and Lucy (who have just met) dominate the foreground but the viewer is still directed toward Fanny and Eugene in the background, demonstrating that the two have a long-standing relationship.

J. – Yeah, there are clearly quite a few problems with The Magnificent Ambersons that can be blamed on the hatchet job editing — and I think we should discuss those further. But I feel pretty confident that even if Welles’ version had survived that this would still not be a wholly successful film for one glaring reason — Tim Holt. I first saw this film about seven years ago and walked away internally grumbling over Holt’s performance, and I have to say, he did not grow on me any during this second viewing. You’re right on target, S., when saying that he is stiff. There is something wholly artificial about his performance in this film. It is positively leaden, which makes little sense given that George Minafer is a brash, insensitive, ill-tempered risk-taker. Stiff does not go with that kind of character. And I think that his work is what made Agnes Moorehead’s performance seem like it existed in another dimension. As the principal schemers and petty whingers of the film, Fanny and George are on screen together a whole lot. Indeed, all of Moorehead’s big scenes are played opposite Holt, so she is going to seem that much more frantic when her onscreen partner is walking corpse. And it is a pity, because I’ve seen Holt do at least serviceable work in other films (such as The Treasure of the Sierra Madre [1948]).

But otherwise I also really enjoyed the other performances quite a lot. Cotten is particularly excellent throughout the film, easily besting his performance in Citizen Kane (which I like a lot). And Dolores Costello is utterly convincing as George’s mother, showing equal affinity for playing the love-struck widow and the brow-beaten victim of her son’s pettiness. The scene in which the ailing Isabel speaks to George on her deathbed is a marvelous bit of acting on Costello’s part, and ably assisted by some amazing lighting — with spidery shadows sliding across the sick woman’s face. And Anne Baxter did an excellent job of playing a character with an almost nauseatingly upbeat persona hiding a wealth of confusion and regret. I honestly think that even with its deliberate pacing no preview audience in the world would have found the movie dull if it had the right George Minafer — but this film absolutely does not.


Agnes Moorehead’s turn as the tortured Aunt Fanny is a wonderful performance filled with vitriol and hysteria, but also a certain tenderness. And her dark heart is matched by the shadow-filled cinematography. Pity she is usually paired with Holt on screen.

S. – I think it is time that we talk about the editing. Unfortunately we cannot see what has been cut from Welles original vision for the film as it has been lost, but it is difficult to believe that the distorted narrative that remains was an improvement. There are glaring leaps in the story, including omissions that are pivotal to the plot. For instance, an investment in a headlight company by Major Amberson and Fanny ultimately leads to their financial ruin yet the fateful decision to make that investment was cut from the film. Now we are left with a headlight company being gravely mentioned for the first time after financial disaster has already arrived on the old family seemingly from nowhere. And all this happens to coincide with the dwindling health of Isabel, so I was confused for a time as to exactly how her poor health was ruining their fortune. The financial crisis also leaves Fanny dramatically wailing and gnashing her teeth over a decision that the audience was not given a window into. Aside from the clumsiness of the editing in this case the real damage is to the loss of a great story arc where the automobile is powering the success of the new money Morgans and simultaneously bleeding the old Amberson money dry. Cutting out chunks of film seems to have damaged the story and I am not convinced that any pacing gains made were worth it.


Some more excellent lighting, and another stellar performance, this time from Dolores Costello as George Minafer’s long-suffering mother Isabel. Costello strikes a difficult balance in the film as a woman torn between her true love and her son.

J. – Yeah, the reworking by the studio did not seem to improve anything, and it did make certain elements rather incoherent. I get the impression that the first half of the film wasn’t too badly tampered with, as it generally tends to flow and make sense, but things get very choppy in the latter half of the film. And the ending is ludicrous and makes no sense. Characters were softened and something akin to a happy ending was tacked on. But all of that ran contrary to the entire tone of the film up to that point. This was not a tale of redemption in which nasty people lose it all in order to find their better angels. Nothing about the movie suggested that this was something that could, much less should turn out OK. Welles said of the film that the studio “edited it with a lawnmower”, and you can certainly see that in the second half.

Which is a damn pity, because I also thought the way the fate of the characters was tied to the development and popularization of the automobile was a really cool way to present the changing of the times. That offered all manner of excellent possibilities and the film was able to nail quite a few of them. That scene in the snow you mentioned above, S., was a delightful example, as Eugene struggled to get his horseless carriage started while George zipped around on his horse-drawn sled. In some ways that scene was the entire story in a comic miniature. Sure Eugene and the auto struggled, but it was the sled that tipped over and the horse that ran away, while the car eventually got moving (but only after George had sucked up a big dose of exhaust). And I love the way that this movie (and Citizen Kane for that matter) presents us with nostalgia for a time gone by that obviously was rather crap. The film opens with an excellent montage of the Victorian days with narration by Welles himself. The words seem to imply that it was a kinder, better time free of the crude hustle and bustle of the modern day, but the images and Welles’ winking tone imply that this is not the case. And while the film appears as though it is going kicking and screaming into the 20th century, it is the people who are tied to the 19th century that are monsters, while the good folk in the story are the ones looking ahead. That created a great tension that was sorely undercut by the way the second half of the movie was mangled. What about you, S., did you find any story elements to work for you, or did everything feel short-changed (or ruined by Holt)?

Magnificent Ambersons 9

The film’s use of the automobile as a metaphor for progress and the turnover of eras is an excellent idea that is compromised by the unfortunate re-edit of the film. The scene with everyone out for a ride in the woods is wonderful mixture of comedy and romance that serves as one of the few lighthearted moments of the movie.

S. – There is much to admire about the film, it looks spectacular and throws up a lot of issues to mull over. Like you, J., I very much enjoyed Welles’ mischievous storybook opening to the film that painted a pretty picture, which was soon sullied by reality as the true characters of the “magnificent” Ambersons came to light. Even though all of the family members weren’t necessarily horrible, such as with Isabel, it becomes clear they lack the adaptability to thrive in changing times. When Isabel is offered a chance at happiness if only she is brave enough to fly in the face of convention she is unable to break free of the confines of her safe and privileged upbringing. Whereas Gene Morgan, who has had to make his own way, displays much greater resilience to cope with and understand progress. Gene’s speech about his ambivalence to the inevitable change the automobile was going to make to American society was a highlight of the film, made even more poignant by taking place in the bleak Amberson mansion. Probably the most negative impression I take away from the film is the sense of a squandered opportunity. The elements were there but in the final cut the execution was lacking.

J. – Squandered opportunity probably is the best way to describe this movie, because there is potential oozing out of every pore of this film that never seems to be converted into true, kinetic magic. And that has gotten me thinking about a few things, particularly the question “Why is this flawed, butchered film not just in the Top 250 but in the Top 100?” And I ask that even after admitting that this is the most beautiful black-and-white film I’ve ever seen. But visual splendor just isn’t enough. I think The Magnificent Ambersons is on the list for political reasons — or at least reasons as political as one can get for film criticism. Not to second-guess their opinions, but I have a feeling that the critics weren’t just supporting the movie that is, but the movie that could have been — casting a vote for Orson Welles rather than The Magnificent Ambersons. And for all its flaws, it is a film I am glad to have seen, so you won’t catch me griping about support being given for preserving the integrity of a true artist’s vision. But still, something feels a bit dishonest about the ranking — like yet another happy ending has been tacked onto the film by outside interlopers.

Related yammers:
#2 – Citizen Kane (1941) dir. Orson Welles, and featuring many of the same actors, including Joseph Cotten
#63 – Sunset Blvd. (1950), dir. Billy Wilder
#4 – The Rules of the Game (1939), dir. Jean Renoir
#59 – Barry Lyndon (1975), dir. Stanley Kubrick
#84 – Greed (1924), dir. Erich Von Stroheim

2 thoughts on “#81 (tie) – The Magnificent Ambersons (1942), dir. Orson Welles

  1. Thanks for a stimulating and thoughtful appraisal of The Magnificent Ambersons, which has always been a particular favorite of mine. I invite you over to my blog, Jim Lane’s Cinedrome, where I posted a couple of years back on the making and (particularly) editing of Ambersons. I was, I think, able to shed some light on the “hatchet job editing” that has become such an integral part of the Orson Welles Legend. It’s a six-part post, but you can find links to each part HERE. Thanks again, and keep up the good work!

    • Thanks for the comment, Jim. I’m glad you liked the post even though we aren’t as enthusiastic about the film as you are. I read through your excellent posts on the editing process for the film, really informative and supremely interesting. As a Welles booster, it’s great to have the fact sorted from the fiction — even if Orson doesn’t come out looking so great. -J.

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